SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2 )*
Valassis Communications, Inc.
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
918866104
(CUSIP Number)
Check the following box if a fee is being paid with this statement . (A fee is not required
only if the
filing person: (1) has a previous statement on file reporting beneficial ownership of more than
five
percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.)
*The remainder of this cover page shall be filled out for a reporting person's initial filing on
this form
with respect to the subject class of securities, and for any subsequent amendment containing
information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for
the
purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act but shall be subject to all other provisions of the Act
(however, see
the Notes).
Page 1 of 5 Pages
CUSIP NO. 918866104
13G 1
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Liberty Investment Management59-3263582
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(A)_____
(B)_____
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
State of Florida NUMBER OF5
SOLE VOTING POWER
SHARES7,500
BENEFICIALLY6
SHARED VOTING POWER
OWNED - - -
AS OF
DECEMBER 31, 19967
SOLE DISPOSITIVE POWER
BY EACH
REPORTING7,500 PERSON8
SHARED DISPOSITIVE POWER
WITH - - -
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,50010
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
.02%12
TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 5 Pages
Item 1(a) Name of Issuer:
Valassis Communications, Inc.
Item 1(b) Address of Issuer's Principal Executing Offices:
36111 Schoolcraft Road
Livonia, MI 48150-1216
Item 2(a) Name of Person Filing:
Liberty Investment Management, Inc.
Item 2(b) Address of Principal Business Office:
2502 Rocky Point Drive, Suite 500
Tampa, Florida 33607
Item 2(c) Citizenship:
Florida
Item 2(d) Title of Class of Securities:
Common Stock, par value $.01 per share
Item 2(e) CUSIP Number:
918866104
Item 3 Type of Reporting Person:
(e) Investment Adviser registered under Section 203 of
the Investment Advisors
Act of 1940
Page 3 of 5 Pages
Item 4 Ownership as of January 2, 1997:
(a) Amount Beneficially Owned:
7,500 shares of common stock beneficially owned
including:
No. of Shares
Liberty Investment Management, Inc. 7,500
(b) Percent of Class: .02%
(c) Deemed Voting Power and Disposition Power:
(i) (ii) (iii) (iv)
Deemed Deemed
Deemed Deemed to have to have
to have to have Sole Power Shared Power
Sole Power Shared Power to Dispose to Dispose
to Vote or to Vote or or to or to
to Direct to Direct Direct the Direct the
to Vote to Vote Disposition Disposition
Liberty Investment 7,500
----- 7,500 ----
Management, Inc.
Item 5 Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the date hereof the
reporting
person has ceased to be the beneficial owner of more than five percent of the class of securities,
check
the following.
Item 6 Ownership of More than Five Percent on Behalf of Another Person:
N/A
Item 7 Identification and Classification of the Subsidiary which Acquired the
Security Being
Reported on by the Parent Holding Company:
N/A
Page 4 of 5 Pages
Item 8 Identification and Classification of Members of the Group: N/A
Item 9 Notice of Dissolution of Group: N/A
Item 10 Certification:
By signing below I certify that to the best of my knowledge and belief, the
securities
referred to above were acquired in the ordinary course of business and were not acquired for
purpose
of and do not have the effect of changing or influencing the control of the issuer of such
securities and
were not acquired in connection with or as a participant in any transaction having such purposes
or
effect.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that
the
information set forth in this statement is true, complete and correct.
Date: February 28, 1997
Liberty Investment Management, Inc.
Michael L. McKee
General Manager
Page 5 of 5 Pages
